Common use of Purchase of the Stock by the Underwriter Clause in Contracts

Purchase of the Stock by the Underwriter. On the basis of the representations, warranties and covenants contained in, and subject to the terms and conditions of, this Agreement, each Selling Stockholder agrees to sell the number of shares of the Firm Stock set forth opposite its name in Schedule I hereto, severally and not jointly, to the Underwriter, and the Underwriter agrees to purchase the Firm Stock. In addition, each Selling Stockholder grants to the Underwriter an option to purchase up to the number of shares of Option Stock set forth opposite such Selling Stockholder’s name in Schedule I hereto, severally and not jointly. Such options are exercisable in the event that the Underwriter sells more shares of Common Stock than the number of shares of Firm Stock in the offering and as set forth in Section 5 hereof. Any such election to purchase Option Stock shall be made in proportion to the maximum number of shares of Option Stock to be sold by each Selling Stockholder as set forth in Schedule I hereto. The purchase price payable by the Underwriter for both the Firm Stock and any Option Stock is set forth in Schedule V hereto, less, in the case of the Option Stock, an amount per share equal to any dividends or distributions declared by the Company on its Common Stock and payable on the Firm Stock but not on the Option Stock. The Selling Stockholders shall not be obligated to deliver any of the Firm Stock or Option Stock to be delivered on the applicable Delivery Date, except upon payment for all such Stock to be purchased on such Delivery Date as provided herein.

Purchase of the Stock by the Underwriter. On the basis of the representations, warranties and covenants contained in, and subject to the terms and conditions of, this Agreement, each Selling Stockholder agrees to sell the number of shares of the Firm Stock set forth opposite its name in Schedule I II hereto, severally and not jointly, to the Underwriter, and the Underwriter agrees to purchase the number of shares of the Firm StockStock set forth opposite the Underwriter’s name in Schedule I hereto. The Underwriter shall be obligated to purchase from each Selling Stockholder that number of shares of the Firm Stock that represents the same proportion of the number of shares of the Firm Stock to be sold by each Selling Stockholder as the number of shares of the Firm Stock set forth opposite the name of the Underwriter in Schedule I represents to the total number of shares of the Firm Stock to be purchased by the Underwriter pursuant to this Agreement. In addition, each Selling Stockholder grants to the Underwriter an option options to purchase up to the number of shares of Option Stock set forth opposite such Selling Stockholder’s name in Schedule I II hereto, severally and not jointly. Such The Underwriter may exercise its options are exercisable to purchase the Option Stock in the event that whole or in part from time to time only by written notice from the Underwriter sells more shares of Common Stock than to the number of shares of Firm Stock in the offering and as set forth in Section 5 hereofCompany. Any such election to purchase Option Stock shall be made from the Selling Stockholders in proportion to the maximum number of shares of Option Stock to be sold by each Selling Stockholder Shareholder as set forth in Schedule I II hereto. The purchase price payable by the Underwriter for both the Firm Stock and any Option Stock is set forth in Schedule V hereto, less, in the case of the Option Stock, an amount $37.56 per share equal to any dividends or distributions declared by the Company on its Common Stock and payable on the Firm Stock but not on the Option Stockshare. The Selling Stockholders shall are not be obligated to deliver any of the Firm Stock or Option Stock to be delivered on the applicable Delivery Date, except upon payment for all such Stock to be purchased on such Delivery Date as provided herein.

Purchase of the Stock by the Underwriter. On the basis of the representations, warranties and covenants contained in, and subject to the terms and conditions of, this Agreement, each Selling Stockholder agrees to sell the number of shares of the Firm Stock set forth opposite its such Selling Stockholder’s name in Schedule I 2 hereto, severally and not jointly, to the Underwriter, and the Underwriter agrees to purchase purchase, the number of shares of the Firm StockStock set forth opposite the Underwriter’s name in Schedule 1 hereto. In addition, each Selling Stockholder grants to the Underwriter an option to purchase up to the number of shares of Option Stock set forth opposite such Selling Stockholder’s name in Schedule I 2 hereto, severally and not jointly. Such options are exercisable in the event that the Underwriter sells more shares of Common Stock than the number of shares of Firm Stock in the offering and as set forth in Section 5 hereof. Any such election to purchase Option Stock shall be made in proportion to the maximum number of shares of Option Stock to be sold by each Selling Stockholder Shareholder as set forth in Schedule I 2 hereto. The purchase price payable by the Underwriter for both the Firm Stock and any Option Stock is set forth in Schedule V hereto$60.53 per share, less, in the case of the Option Stock, an amount per share equal to any dividends or distributions declared by the Company on its Common Stock and payable on the Firm Stock but not payable on the such Option Stock. The None of the Selling Stockholders shall not be obligated to deliver any of the Firm Stock or Option Stock to be delivered on the applicable Delivery Date, except upon payment for all such Stock to be purchased on such Delivery Date as provided herein.

Purchase of the Stock by the Underwriter. On the basis of the representations, representations and warranties and covenants contained in, and subject to the terms and conditions of, this Agreement, each Selling Stockholder the Company agrees to sell 5,950,000 shares of the Firm Stock to the several Underwriters, and each of the Underwriters, severally and not jointly, agrees to purchase the number of shares of the Firm Stock set forth opposite its that Underwriter’s name in Schedule I 1 hereto, severally and not jointly, . The respective purchase obligations of the Underwriters with respect to the UnderwriterFirm Stock shall be rounded among the Underwriters to avoid fractional shares, and as the Underwriter agrees to purchase the Firm StockRepresentative may determine. In addition, each Selling Stockholder the Company grants to the Underwriter Underwriters an option to purchase up to the number of 892,500 additional shares of Option Stock set forth opposite such Selling Stockholder’s name in Schedule I hereto, severally and not jointlyStock. Such options are option is exercisable in the event that the Underwriter sells Underwriters sell more shares of Common Stock than the number of shares of Firm Stock in the offering and as set forth in Section 5 4 hereof. Any such election Each Underwriter agrees, severally and not jointly, to purchase the number of shares of Option Stock shall be made in (subject to such adjustments to eliminate fractional shares as the Representative may determine) that bears the same proportion to the maximum total number of shares of Option Stock to be sold by each Selling Stockholder on such Delivery Date as the number of shares of Firm Stock set forth in Schedule I hereto1 hereto opposite the name of such Underwriter bears to the total number of shares of Firm Stock. The purchase price payable by the Underwriter for of both the Firm Stock and any Option Stock is set forth in Schedule V hereto, less, in the case of the Option Stock, an amount per share equal to any dividends or distributions declared purchased by the Company on its Common Stock and payable on the Firm Stock but not on the Option StockUnderwriters shall be $50.41 per share. The Selling Stockholders Company shall not be obligated to deliver any of the Firm Stock or Option Stock to be delivered on the applicable Delivery Date, except upon payment for all such Stock to be purchased on such Delivery Date as provided herein.

Purchase of the Stock by the Underwriter. On the basis of the representations, representations and warranties and covenants contained in, and subject to the terms and conditions of, this Agreement, each Selling Stockholder the Company agrees to sell 1,800,000 shares of the Firm Stock to the Underwriter, and the Underwriter agrees to purchase the number of shares of the Firm Stock set forth opposite its the Underwriter’s name in Schedule I 1 hereto, severally and not jointly, to the Underwriter, and the Underwriter agrees to purchase the Firm Stock. In addition, each Selling Stockholder the Company grants to the Underwriter an option to purchase up to the number of 1,800,000 additional shares of Option Stock set forth opposite such Selling Stockholder’s name in Schedule I hereto, severally and not jointlyStock. Such options are option is exercisable in the event that the Underwriter sells more shares of Common Stock than the number of shares of Firm Stock Shares in the offering and as set forth in Section 5 3 hereof. Any such election The Underwriter agrees to purchase the number of shares of Option Stock shall be made in (subject to such adjustments to eliminate fractional shares as the Underwriter may determine) that bears the same proportion to the maximum total number of shares of Option Stock to be sold by each Selling Stockholder on such Delivery Date as the number of shares of Firm Stock set forth in Schedule I hereto1 hereto opposite the name of the Underwriter bears to the total number of shares of Firm Stock. The purchase price payable by to the Underwriter for public of both the Firm Stock and any Option Stock is set forth in Schedule V hereto, less, in the case of the Option Stock, an amount per share equal to any dividends or distributions declared purchased by the Company on its Common Stock and payable on the Firm Stock but not on the Option StockUnderwriter shall be $3.400 per share. The Selling Stockholders Company shall not be obligated to deliver any of the Firm Stock or Option Stock to be delivered on the applicable Delivery Date, except upon payment for all such Stock to be purchased on such Delivery Date as provided herein. As compensation to the Underwriter for its commitments hereunder, the Company, will, on the applicable Delivery Date, pay to the Underwriter, an amount equal to $0.136 per share for the Stock to be delivered by the Company hereunder on such Delivery Date.